Amazing's Return from Superior
by Thunder Tyrant 77
Summary: The Amazing Spider-Man is back! The Avengers, Wolverine especially, are worried for their web-slinging friend and want to watch him to make sure he is undamaged from Otto's body snatch and Wolverine knows the perfect person to watch him, his clone Laura Kinney. Will the clone learn to how to be human from the sacrificing joker Spider-man. story starts from Superior Spider-Man #7.
1. Chapter 1 RESTART!

Howdy! okay, maybe not that... uh... um... ah forget this! Welcome to the reboot you probably didn't really, kinda sorta, in the back of your mind, waited for! Amazing's Return from Superior, 2.0 edition! Now the reason this did not come out sooner was because I got into a car accident with my big sister and her and I were put on brain rest. Which means no tv, reading, writing, or video games... for two god dammed months. Excuse my language but it fucking sucked ass! but now i am back, and with the help of my Beta heroman45 we will climb the ranks of awesome fics! HAHAHA! probably. though check out my beta he's awesome! his fanfic Superhuman Fight Club is amazing! (hehe punny.)

Enough tom foolery! LET THE FIC COMMENCE!

Disclaimer: i own no rights to any of marvel's or disney's character(s), i only own the characters i created and the storyline from a certain point onward.

* * *

Doctor Otto Gunther Octavius awoke strapped down to a steel table. 'What? Where am I?'

"Encephalograph. Subatomic Analyzer." Captain America listed the medical devices as they were being used.

_'Ah, right. I'm with the Avengers.'_

"Aural Chromascope."

_'And I am completely and utterly…'_

"Xenomorphic detector."

_'…Defeated. **Again**.'_

[M][A][R][V][E][L]

"We have the results." The Star Spangled Soldier stated as he leaned on the metal table in front of him.

Behind Otto's body was the 'Ghost' of the body the ex-villain stole –the sole remaining shred of Peter Parker's conscious was ecstatic at the prospect of regaining his body. "Here it comes! Oh, I can't wait!"

"This is wrong! It's a complete violation of my-" The Superior Spider-Man ranted before Black Widow interrupted.

"Quiet! Proceed Captain."

Steve nodded towards Natasha. "All of our tests conclusively prove that, with no margin of error, that you, Spider-Man, are clearly… **not** a Skrull."

"What!? That's it!?" was the cry of the unseen and unheard Peter.

"Actually Cap I got someone on the way." Wolverine interjected as his glare still bore on the hero called the Heart of New York.

Jessica Drew, Spider-Woman, raised a questioning brow to the feral mutant, "Really? Who did you invite over here?"

"Psylocke." The Gruff Canadian stated.

Otto silently searched for a 'Psylocke' in Parker's mind, finding a memory of a beautiful girl with purple hair dying in Spider-Man's arms after a fight. The most intriguing piece of information about this woman was not her apparent resurrection, but instead her power set. _'A telepath! I must escape before they figure out I'm not Parker!'_

"Why must I be subjugated to these infernal and frivolous tests!? I have rights!" The arrogant doctor raged as he cracked the steel table –that was made to withstand superhuman strength- with one slam of his fist. Black Widow narrowed her eyes at the once cheerful Avenger.

"Da. You have rights," the Russian began with a growl, "Which you have violated when you murdered a man." She pointed at him accusingly, "You should be in jail for that alone! And don't forget the dozens of overly violent assaults on thugs that you've racked up!" Natasha finished her rebuttal, surprising the Webhead immensely.

After the shock wore off Otto's eyes narrowed dangerously under his mask and Ghost Peter recognized the look in the ex-villain's eyes, "Oh no, don't go psycho crazy on me Otto!"

As the Ethereal Spider-Man tried his hardest to wrench control over his body, failing at each attempt, Dr. Octopus raged.

"Jail? Don't make me laugh!" Otto began his monologue as he stood up and leaned over the table to get into the Russian Spy's face, "how many murders do you have on you? Actually, how many people have you all consciously chose to slaughter for the 'Greater Good'? Probably more than even I could count," At this Widow, Spider-woman and Wolverine looked at each other, "What is my one kill compared to your lists' of murders!" The villain finished with a bellow.

_'One?'_ Steve thought questionably. The First Avenger looked at the Webhead with an obvious scowl, because Steve knew that the Spider-Man he knew blamed himself for at least a dozen deaths. _'Something isn't adding up… where is Psylocke so we can figure out what's going on!?'_

After his tantrum/rant Otto realized that he needed to scan for ways to exit stage left. His optic computer lenses searched the dimly lit room for exit points.

_'One door, two air ducts, no windows and five Avengers… Great.'_ The megalomaniac body snatcher counted off with great annoyance.

As Doc Ock planned his escape route, someone knocked on the door of the interrogation room. Tony disengaged his glare on Spider-Man to answer the door. The entrance slid open to reveal the expected and beautiful form of Betsy Braddock, Psylocke.

"Hello." The purple-haired woman greeted as she strode into the dim room. Tony shrugged and followed the telepath after closing the door.

"Hey Betsy." Logan greeted the fellow mutant back.

"Logan, what did you want me for? You didn't explain it on the phone." Betsy tried her best to subdue the underlying tone of annoyance in her voice, but the feral heard it anyway and sighed.

"Ok, I get your annoyed but I need your help."

Psylocke looked at Wolverine for a few seconds before relenting, "Okay fine, what do you want me for?"

Logan jerked a thumb to the silent Spider-Man, "I need ya to look in his head, check if anything's not right."

Seeing that everyone was into the conversation, Otto took his chance to flee and made a desperation run for the closest air duct twenty feet away. Nobody could react fast enough to catch Parker's body as he approached his way of escape, but when the Superior Spider-Man was no more than two feet away from infamous freedom his body jerked and fell back like something pulled him. Looking back Otto saw his right hand had shot a web line to the wall and effectively stopped his break for freedom.

_'Parker!?'_ The Doctor asked himself, unsure of what just happened.

"Not this time Otto, I'm getting my body back!" Ghost Peter shouted, though no one heard him. Steve snapped out of his shock and quickly pinned Spider-Man's arm down, aided by Logan and Thor holding the opposite arm and legs respectively. Black Widow pointed her stingers at the downed man with Spider-Woman backing her up with venom blasts.

"Psylocke do whatever you're going to do now!" Tony shouted at the Asian women, who quickly made her way to the web head's… well, uh, head.

Activating her powers a pink butterfly design framed Psylocke's face as her hands encircled Spider-man's temples. The telepath then dove into the spider enhanced man's head.

[M][A][R][V][E][L]

Psylocke opened her eyes to see a ghost town, completely uninhabited except for two men standing across from each other, with her in the crossroads between them. On the right was an untamed brown haired man with equally brown eyes, wearing a simple red t-shirt and blue jeans. Betsy saw his posture was angry, aggressive, and hateful, if the death glare and clenched fists were anything to go by. The other man -the one to her left- was a portly brown bowl cut haired man, but unlike the one to the right Betsy could not see his eyes, his attire was a green jumpsuit with a yellow collar, yellow gloves and yellow boots and four metal tentacles protruding from a metal belt on his waist. It was easy to recognize Doc Ock for the telepath –I mean who would forget the guy that almost roasted the planet, right?- but the other one she not know; so Psylocke decided to lay back and see how this played out, and help if needed.

"So you did survive, insect." Otto seethed towards

"Well Otto you know me; too amazing to die, too smart to live." Peter commented as he shrugged, irritating the doctor all the more.

Instead of adding fuel to the fire Otto sent a tentacle forward with deadly precision, aiming to take the Queens born man's head off. Peter predicted this and rolled out of the tentacle's path with complete ease. When the scientist stood up, his stare locked once more with the ex-villain.

Peter shouted at the doctor, "You can't beat me Otto! Not now, not ever!" Psylocke sensed the oncoming clash and started to move into the building adjacent to her. Kicking the door in she ran to the staircases and began to ascend to the roof.

On the ground below Otto's anger blew its lid and he launched all his tentacles randomly, all of which Peter somehow dodged without spider-sense. Peter saw the attacks coming at him so slowly, like time was moving slower and he faster. He felt like he had some unexplainable advantage; so slipping into a crouch to dodge another tendril he jumped on it and started using the four tentacles as springboards to dodge every attack. When he got close enough to the body snatcher, he soundly kicked him in the face.

"UGH!" Otto coughed out as he flew back, but before he could crash two his tentacles dug into the ground and the other two grabbed onto a lamppost and a delivery truck. Lifting the two objects from the ground the Doctor he threw them with a tenacious anger and gave a bellow, "DIE SPIDER-MAN!"

Peter easily dodged the lamppost but couldn't cut it with the delivery truck; he looked in horror at the descending vehicle as it covered the view of his body. Betsy gasped and was preparing to jump down and help until the truck started to shake.

"Geez, You sure have one heck of a pitching arm Doc, caught me by surprise." A familiar voice quipped as the truck was flown backwards down the barren street. Standing there was the Amazing Spider-Man, wearing his classic red and blue outfit.

"Hey Doc," the web slinger begun to quip as his left formed their signature devil horns, "If you wanted to lose weight so bad go to Jenny Craig, or Subway, you didn't need to steal a body to lose that extra… Fifty? Or was it a hundred pounds? You tell me." (A/N: that weight loss joke was not mine, I got it from another fanfic, so if the person who wrote that joke is reading this, I just want to say I'm sorry for using it without permission and it was just WAY too funny to not use, but maybe that's just me.)

**(Dodge)**

"DIE!"

**(Dodge)(Dodge)(Dodge)(Dodge)**

"Did someone pee in your cornflakes this morning?"

"GAHHHH!"

Dodging the multiple thrusts, swings, and attempted bashings Spider-Man shot some web on the villain's face to temporarily blind him long enough for the Wallcrawler's foot to introduce itself to Doc Ock's face. Hearing the crack of a breaking nose, Spider-Man flipped into a crouching battle stance, waiting for his opponent's counter strike.

Otto felt his nose. It didn't hurt like it should, or at all for that matter. Then he realized, he wasn't Otto Gunther Octavius, he was not even his villainous alter ego Doctor Octopus, he was…

"The Superior Spider-Man!" Otto roared as he ripped his face off to show the Spider-Man mask underneath, his body dissolved into a black and red Spider-Man suit that was somewhat menacing.

Betsy stood atop the small two-story diner watching in confusion; because of her distance she couldn't tell the Spider-Men apart. It wasn't until the fight had gone from the middle of the street to side of the wall of the diner that Betsy could finally start seeing the difference between the two, knowing the red and blue one was the real one as you cannot disguise your true self in your subconscious. The Assassin reached out with her telepathic abilities.

_{Spider-Man?}_ Spidey heard in his head, lowing his guard in shock enough to receive a claw strike to the face.

_{Huh? Who's there?}_ The arachnid themed hero questioned back to the voice in his head.

_{Psylocke. Do you remember me?}_ The only answer she received was a mental grunt of affirmation, {Good. Now I have eliminated all advantages that Doctor Octopus would have against you-}

_{Aw thanks! You know just how to make a guy happy!}_

_{-*Sigh* You're welcome. Now I need you to bring the Doctor to the roof of the building so I can erase his memory and subconscious presence.}_

_{Uh… can you speak in English please; I don't deal with Telepath stuff on a day-to-day basis…}_

_{Bring him up here so I can get rid of him, okay?}_

_{Okie dokey!}_

_'Great. How am I going to get to the roof? I'm all defense here!'_ Leaning backwards to dodge a snap kick Peter internally fumed and retaliated with a well-placed punch, sending the 'Superior' Spider-Man to the roof amazingly enough. _'Lucky!'_

Landing on the roof the Amazing Spider-Man saw Otto impaled by Psylocke's psionic knives. Peter gaped, "What're you doing?!"

"Getting rid of him."

"You're killing him?!"

"Otto Octavius is already dead, you can't save him Spider-Man."

Peter could only watch in horror as the knife were twisted and ripped from Otto's back by Psylocke. When the Superior Spider-Man's body hit the ground Peter heard the ex-villain's last words.

"P-p-Par-pParker… you w-w-will r-rue this Day… I am the Superiiiiioooorrrrrr…" his head fell and his body shattered like glass and dematerialized.

After a minute Peter realized that Betsy was telling him that he had his body back and all the things Otto did would be erased from his conscious and memory, also that he would wake up soon. She left right after that. All that grief from Otto's 'death' was quickly replaced by happiness when he realized two things.

1\. Otto wouldn't ruin his life anymore.

2\. HE WAS GETTING HIS LIFE BACK!

The 28-year-old man smiled as a white light flashed over his vision.

[M][A][R][V][E][L]

Peter woke up on a frigid metal table surrounded by the various Avengers from earlier, the webslinger gave a light wave, "Hey guys, is this an intervention?"

[M][A][R][V][E][L]

**(Insert ringtone: BURST THE GRAVITY – ALTIMA)**

A phone rung on a bedside table at the crack of dawn, a hand soon reached for it and picked it up the phone on its last ring.

_"~Hello, is this-~"_

"Ughhhh… yeah you got Saber Sword, Jack Of All Trades Company… incorporated… trademark, man I gotta shorten that."

_"~Good. I need your, uh, talents for a job I have in New York City.~"_

"Dude, it's three am and you woke me up to give me a job down in the lower forty-eight? It better be good…"

_"~How does five hundred grand sound to you?~"_

The man talking on his phone fell off the bed at the large sum of money.

"F-F-F-Five hundred t-thousand DOLLARS! We're in."

_"~Huh? Don't you want to know the job you're doing?~"_

"Sure, why not."

The person talking to the man blinked at the somewhat uncaring tone that was said.

_"~Okay then. I want you to take care of that damn 'Kingpin' and his 'Shadowland' once and for all!~"_

"Yeah, yeah. All right then we'll catch a plane ride from Alaska to there tomorrow. Bye."

_"~Wai-"_ click.

"GUYS! PACK YOUR CRAP WE'RE GOING TO NEW YORK CITY! WE GOT A JOB!"

The man screamed out his door down a long hallway.

"SHUT UP I'M TRYIN' TO SLEEP, YA ASSHAT!" One voice shouted back and angry grunts from the occupants agreed with the voice.

"it's a five hundred grand pay!" He retorted with a smile. Not even a minute after him saying this the voice spoke up again.

"…GET PACKED ALREADY YA BITCHES!"

The man just let out a sigh. He decided to order those tickets as his second in command yell at the other members to get packed.

* * *

Okay, well, please give me your thoughts, questions and advice/criticism in either a Review or a PM! also if anyone can guess what fix the weight joke came from i will be sure to mention you next time.

This is Thunder Tyrant 77 out, PEACE!


	2. Chapter 2

Here's chapter 2!

DISCLAIMER: I own nothing marvel

-AFRS- = Time Skip

[M][A][R][V][E][L] = Scene Change

"~Phone Speak~"

Chapter 2: The Web Of Recovery (Alt titles: Wolvie's got a heart!?, Saber Sword? Who's that?)

* * *

"AHHHHH! THE SPIDER! RUN!" the thug screamed in terror, not thinking any hero, especially the 'Superior' Spider-Man, would find out about their operation. Peter had soon donned the Future Foundation suit after a long chat with the avengers, not wanting to wear the suit Octavius soiled his name in, though none of the thugs noticed the change as they fearfully scattered from him. Those who didn't run chose to cower down on their knees and surrender, lest they be beaten bloody by the wall-crawler. The entire scene sickened Peter, people running and cowering just because of his presence alone.

_'God Otto, what did you do to these people…'_ was the thought of the horrified Spider-Man. After quickly webbing up the surrendering crooks he went outside the warehouse to see Wolverine knocking out the last of the petty runners.

Seeing his friend was down Wolverine had to ask, "You Okay Webs?"

"No. I'm not okay." The spider empowered hero truthfully stated, rubbing his temples to try and rid himself of his headache. "They fear me Logan. When baddies usually run from me, it's because they don't want to go the Raft, not because they don't want to be beaten within an inch of their life or worse!

The feral mutant looked at one of the few people he trusted in the world with sympathy; he knew what Spider-Man felt, to be controlled and manipulated like he was. The aftermath wasn't pretty or grandiose either, the stares of distrust and fear are something nobody likes –except some villains, but that's another thing altogether.

"Look," Logan began, "we both have had shitty as hell lives, and both of us have had been controlled and manipulated before. But I know it'll get better, Pete, I swear." The Avenger/X-man put a friendly hand on Peter's slumped shoulder and gave him a reassuring look.

"Thanks… Bub." Logan smiled at the quip, seeing it as a step of recovery.

"Don't mention it," SNIKT, "Seriously, don't."

[M][A][R][V][E][L]

Cardiac, or Dr. Elias Wirtham was pondering a conundrum with one of his younger patients, Amy Chen. The young girl had suffered so much; first was the fact that she was an orphan because Doctor Octopus' plan to burn the world (AN: Ends of the Earth comic), which also caused the second problem, Amy's severe brain damage. Elias sighed, so many problems were brought crashing onto a little girl because one man hated the world, and the only thing that could help Amy is –ironically- Doc Ock's neurolitic scanner, but he didn't know how to use the machine one bit.

Suddenly blaring alarms and flashing red lights brought the vigilante of his thoughts, one of his nurses ran up to him ecstatic about something.

"Doctor! You are not going to believe this!" the female nurse gushed with tangible shock and awe.

"Believe what?!" Elias yelled his question to the nurse, whom remained unaffected. The doctor hoped whatever 'he wasn't going to believe' was a good thing, because the alarms and lights were putting him into a badly frantic and paranoid mindset.

"Just follow me Dr. Wirtham!" the oblivious nurse took his hand before any retort could form and she began to drag the beta-powered man outside the H.E.A.R.T. clinic.

When outside Eli saw what had set off the alarm off, a web. A big, beautiful and magnificent web –and the vigilante doctor could only think of one spider empowered hero at the moment who is able to weave such a web to cover a building. The white gossamer engulfed the H.E.A.R.T. clinic, but Elias noticed that they formed the design of arrows, pointing towards the door they exited from. Curious, Dr. Wirtham closed the metal door to reveal a manila folder webbed to the back of the door. Eyebrow raised, he ripped the ensnared folder from its confines. The nurse watched her boss take a look inside and he gaped at the contents, she was more surprised when the man that she respected had ran up and lifted her smiling and laughing.

The contents of the folder you might ask? Oh, nothing much. Just detailed files, notes and schematics of one neurolitic scanner, curtsey of the returned Spider-man, along with a note from said hero.

'Hey Cardiac,

Sorry for the mess earlier, I wasn't myself. I hope these gifts help you in whatever you're doing and I hope you can forgive our little tiff earlier.

-Your friendly neighborhood Spider-Man!'

"C'mon nurse! We have a patient to save!" Elias shouted as he ran into the H.E.A.R.T. clinic, folder in hand. The vigilante couldn't keep the grin off his face! He could finally help Amy!

Skimming over the files as he walked Elias was able to understand how the scanner worked, so when he reached the patient ward's door he slammed it open exclaiming, "Prepare for surgery!"

-ARFS-

Elias wiped his brow and took a sip of coffee from the Styrofoam cup. The surgery went beautifully; thanks to the notes on the scanner they found the problem easily and corrected it. Tasting that his coffee was cooled down enough Eli gulped the rest of the drink and went to check on the patient.

Entering the room the beta-powered man was greeted with the sight of young Amy Chen lying in bed clutching her stuffed penguin tightly to her chest.

Ignoring the medical tubes connected to her, the dark skinned man couldn't help but smile at the adorable sight, "How do you feel Amy? Better?"

The young orphan just nodded her head silently before looking down at the plushy in her arms. Amy hesitated before she extended her arm to the good doctor, holding the penguin out.

"I want you to have it." The young girl stated with an innocent determination that made Elias' smile grow.

"Of course I will." Dr. Wirtham said as he gently took the penguin into his hands.

[M][A][R][V][E][L]

J. Jonah Jameson Junior sat in his chair smoking a cigar, glaring at his office's door as if it were going to run away when his gaze averted.

*Bring**Bri-"What is it!?" Jonah shouted into the telephone

"~Sir, two people are here to see you. They say they're from Saber Swor-" before the secretary could finish the Mayor of New York shouted back, "What are you waiting for!? Send them in!"

The ex-editor slammed his telephone down with vigor and he puffed out some cigar smoke with a grin. No more than five minutes later two men walked through his office doors with purpose. The first one –the leader if Jameson's intuition was right- had green eyes and sandy blonde hair, and was probably four or five inches taller than Jonah himself. The young man wore a jet black cloak, with a dark green shirt and a pair of faded jeans. The second man was dark skinned, had brown eyes and black hair; he wore a casual black suit with a steel colored tie, white undershirt and black slacks.

"Howdy-Dowdy Mr. Mustache Mayor." The sandy blonde greeted the Mayor causally.

Jameson's face fell slightly at the blatant disrespect of authority, but he'd let it slide for now, "Yes, hello. Now can we get to brass tacks here?"

The cloaked blonde clapped his hands together with a wide smile and the suited man spoke, "Well yes, but I think introductions are in order; my name is Marshall Cameron and this guy's name is Geo Cash -and yes, that is his real name. It is nice to meet you Mayor Jameson."

Jonah rose a brow at the opposite tones between them, one was laid back and the other was polite, but it didn't really matter to him as long as they do their work well, "Yes, it's very nice to meet you too Mr. Cameron and Mr. Cash, let's discuss the jobs I have for your group."

"Jobs? I thought the Shadowland was the only job?" Geo asked, confused.

"Initially but I have found out some… things have happened and since your group are already going under my payroll anyway, I might as well give you more jobs." Jonah explained to the two, with Geo only hearing dollar signs.

"How much per job?"

"Well it will differ depending on the seriousness of the job, maybe a couple grand each."

Marshall looked ridiculously at the Mayor, "Can you just expend your funding like that!?"

"For the safety of my citizens, of course I can!" declared Jameson, giving the two Saber Sword members a view into the Hitler-stached man's mind

Geo raised his hands in front of his employee, silencing his retort, "we've digressed from the topic at hand." Saber Sword's leader stated.

Jameson coughed into his hand, feeling silly for getting worked up, "Yes, right, when do you think that you'll be able to take on Shadowla-"

"Two weeks. Easily." Geo answered before Jonah could finish, "And any other requests you need I'll send members that aren't needed for the prep work, or already done with theirs'."

_'Two weeks! That's great! I can be rid of Fisk's criminal operation!'_ the Mayor of New York internally cheered, but kept his visage calm. Politics sucked when you couldn't express your emotions, "Great! Then I'll have my secretary mail you all our info on Shadowland and another mission I need you for."

"Good." Geo nodded, and then he turned to Marshall, "you go ahead, I got one more thing to ask the mayor."

The suited man shrugged and proceeded out the room. Once the door went click Geo smiled in a way that made J. Jonah Jameson feel as if he was prey to a predator.

The cloaked man's smile only grew when the Mayor started to shake, "So, Mr. Mayor, I want some of my Shadowland payment now please –I'll only take about… half."

"Half?! ARE YOU NUTS?!" J.J. shouted into as he stood from his chair.

"Completely." Was the straight response the ex-editor got, "but I have a half up-front fee for new customers because I need to buy equipment, weapons, pay off loans and etc. so I kinda need that money… NOW."

Seeing this is a battle he can't win, even with his lingual skills, Jonah took a checkbook out of his desk and cut the $250,000 check. Plucking the check from Jameson's hands, Geo smiled and left the room.

Marshall stumbled back from the door when it opened and saw his boss smile at him as he pocketed something, probably money if it was his guess. Straitening his tie, the dark skinned man started walking towards the door, "Alright then Geo, shall we go?"

Leaving the building both Saber Sword men looked around for their ride, upon seeing none Geo got upset. Raising a clenched fist, the cloaked man swore, "Jaaaaaackkkk… that lazy asshole…" The sandy-blonde sighed to calm down and quickly whipped out his flip phone, after punching in some numbers and listening to the call tone someone picked up.

"…Mmmrrrggg… Who is it?" the tired male voice asked.

"It's your Boss, Jack," Geo said in a fake cheerful tone, making sure to be extra sweet so he got that something wrong, "Waiting for you to pick u-"

*THUD*

The dull sound of something hitting the floor came through the speakers along with, "O-on my way!" Beep.

Closing the phone with a sigh Geo looks at the suited man next to him, who just shrugs and heads towards a nearby bench; the sandy blonde soon followed.

[M][A][R][V][E][L]

After busting a few more petty crimes, Spider-man and Wolverine decided to go get some food. So here they were, eating hot-dogs, on a rooftop with both their masks off, in silence.

"So…" Spider-Man started, feeling awkward in the silence, "I've heard, and seen, that you have a clone."

The feral mutant quirked an eyebrow as he swallowed a swig of alcohol, "You met Laura?"

"Yeah, few times actually."

"Heh. Never knew."

"Is she really your clone?"

"She says she is, Hank said the only difference was-"

"Was you're a guy and she's a girl? But I got to say you make a pretty gir-" SNIKT. Oh, there goes Spidey's hot-dog –poor thing didn't have a chance to be eaten yet… what a shame.

"Don't finish that sentence if ya know what's good for ya."

A few minutes of silence followed before a chant appeared in the arachnid hero's mind, _'Something happen, something happen, something happen…'_

*Ringtone: Immortals – Fall Out Boy*

_'Yes! Wait…'_ "Why do you have that ringtone?" Peter asked as he stared shell-shocked at the familiar music coming from the phone.

"Students." Logan growled his answer before picking up the call, "What's up Ro?"

"~LOGAN! Get down here now! We got F.O.H. and Purifiers attacking us! ~"

"WHAT!? We're on our way!" the clawed Avenger smashed the phone shut, possibly breaking it. Explaining the situation as fast as he could to Spider-Man, Wolverine found himself swinging towards his school within five minutes. Though one thing bothered the Queens born hero.

"Why are you calling Storm Ro?"

[M][A][R][V][E][L]

"What'd Logan say?" Rachel Grey shouted as she threw a Friend of Humanity goon into a slew of others, earning her third telekinetic strike of the last ten minuets.

"He's on his way!" The African Queen replied, sending out low voltage lightning bolts at the advancing enemies.

The faculty of Jean Grey's school for Higher Learning had been defending the school grounds for the last half-hour, with the students being told to stay indoors until it was safe. Despite the warnings though, some of them still came out to help. Two of those students led the rest, Laura Kinney and Hope Summers, Talon and the mutant Messiah; both leaving trails of bodies in their wake.

"ARRGHHH!"

"AHHHH!"

The Purifier didn't stand a chance as Laura's claws gracefully lopped off his head, sending waves of terror to both enemies and students alike. Soon the former weapon became a focused target for F.O.H. and Purifiers, and was surrounded quickly. Seeing the oncoming bloodshed Laura snikt'd her foot claws and assumed an attack stance, but before the young women could even strike at her prey a red and blue blur shot forward and took down the closest invader. When the blur stopped being in motion the female feral saw a very familiar face –though an unexpected one for sure.

"Oh, it's just you." Talon stated blankly to Spider-Man, dropping her guard momentarily. The enemy quickly seized this moment as one shot at Wolverine's clone/daughter. Laura was surprised –not that she was shot at, because she was completely used to that- what surprised her was that the bullet never reached her person, instead it hit Spider-Man's right shoulder.

"H-hey Wolverette… Long time no snikt." Spidey quipped as the red part of suit began to darken in color. The female feral's response was to stare flabbergasted, not believing that the spider empowered man took a bullet for her. Spider-Man leaped back into the fray, even with his injured shoulder, and swiftly incapacitated the remaining group of anti-mutant jackasses that surrounded them.

Laura regained her senses when the sound of the final Purifier hit the dirt. Her curiosity hungered for the answer to the wall-crawler's act of heroism, so she walked up to his now relaxed form and asked, "Why did you help me? I would have been fine, so why?"

These questions seem to fluster, or at least catch him off guard, if his posture and the scratching of the back of his head was anything to go by.

"Uh… how about I tell after we're done with this whole 'Anti-Mutie' thing?"

Laura nodded her head slowly and dashed off to slaughter some more F.O.H. and Purifiers, so she could acquire her answer.

-ARFS-

The rest of the defense had gone rather beautifully with the assistance and appearance of Spider-Man and Wolverine, apparently the Purifiers and Friends of Humanity had a fear of both heroes, but especially of the 'Superior' Spider-Man; which just made Peter angry. The remaining conscious invaders dragged their friends away quickly and left with promises of revenge.

Ororo, Logan and the rest of the faculty made their way into the school to check on the students and to see if some F.O.H. or Purifiers sneaked through their guard. Spider-Man saw that the teachers had left him with the two assault's student leaders, and walking up to them he recognized a certain redhead.

"Hope!" the mutant Messiah's head turned to the direction of the call and smiled when recognizing the web-designed mask.

"Hey Spidey!" Hope waved as she greeted Spider-Man. Laura briefly wondered how the super powered beings two became acquainted with each other.

"How's my favorite little student been?" Oh. That's how; Laura faintly remembered being told Hope had a teacher when the Avengers VS X-Men thing happened.

"Good, just the normal X-Men stuff –nothing I can't handle."

"That's good, wouldn't want you dying from simple X-Men shenanigans."

Growing tired of the exchange of Teacher and Student, the female feral left the scene. It would be three hours before she remembered that Spider-Man never answered her questions.

-ARFS-

"SHIT!"

Logan jumped at his clone/daughter's scream as he stood outside her door, about to knock. Before he could react the door flew open and the feral Avenger saw Laura's stoic face poking from behind the door.

"Hello Logan, I must apologize, I remembered something just now that I can no longer do and I released my anger. It will not happen again."

Not being a person to pry in other's business Logan didn't question it.

"I don't care about you letting out your feelings, just don't do it on the other brats. I came to ask you a favor."

"Favor?" the female feral asked with a slight tilt of her head.

"Yeah," the school's Headmaster began, "Ya see I'm worried about ole' webhead, he's been through some bad stuff recently and I want to make sure he's as okay as he says he is. Can you help me out a bit? You might learn something from watching him. Who knows?"

Laura blinked, because Logan, the god dammed Wolverine, was worried for someone and asked-no, trusted her with the duty of looking after said person. That alone was enough to shock her, then the shock continued after she realized who she was looking after and the huge coincidence it was.

_'Well…'_ Talon thought, _'This is the perfect chance to get my question answered.'_ "I will do it, I have business with Spider-Man anyways." The ex-weapon conformed with a nod.

Logan smiled, "Thanks. And… don't let it slip that I'm worried for webs, okay? I got a rep to keep."

Laura nodded and closed the door. She pulled out a laptop and started to study news footage of the wallcrawler while she packed her bags.

[M][A][R][V][E][L]

Peter pulled on the collar of his button up shirt and tie nervously. Raising a closed hand he knocked on the apartment door and waited patiently. Some thumps were heard before the door opened to reveal the amazing beauty of Mary-Jane Watson.

"Peter?" the redhead questioned, astonished by his presence.

"Hey MJ… We need to talk."

Extra Web 1: Superior Chances

"Guh…" Otto grumbled as he started to wake up.

"Oh? The little worm has woken up." A deep, terrifyingly so, voice spoke to himself as he voice his thoughts.

Octavius opened his eyes and saw that he was, one, in hell –to be expected- and, two, sitting in a chair across from the Prince of Lies himself, Mephisto.

"Mephisto…" the dead megalomaniac sneered, "What do you want with me demon!?"

The class two demon smiled at the question, "how would you like to be 'Superior' again?"

Otto's face split into a malevolent smile.

Extra Web end.

* * *

DOUBLE CLIFFHANGER! Okay, well i'm going to give you a brief intro to the OCs of the story and their abilities for later reference.

Name: Geo Cash

Powers: DNA Assimilation (drinks blood, gains temp. powers unless he drinks a LOT of blood, AKA Power vampire) -Powers from DNA Assimilation: electrokinesis, Class 50 (50 Tons) strength, Wall-crawling

Name: Jack Doir

Powers: teleportation, portal creation, spatial sense

Name: Nick Knowles

Powers: Hyper-cognitive

Name: Kiek Shvahnzahk

Powers: Electric absorb enhancing (Glows a color for enhancement Red=Power, Purple=Durability, Yellow=Sight, Blue=Speed, Green=all at once [takes a petawatt to sustain])

Name: Marshall Cameron

Powers: Spiritual form, geokinesis, class 10 strength

Name: Brandon Sidram

Powers: Sorcerer Supreme magic levels, demonic transformation, Low Telekinesis

Name: Tucker Scratch

Powers: Gravity Manipulation

Name: Jimmy Jones

Powers: Technopath

Name: Dante Williams

Powers: Magic staff -think Tsubasa chronicles, Syaoran's Staff- which gives him limited Chronokinesis, Chronosight and 48 hours time travel periods (can only go back and forward in time 48 hours at max)

Name: Anne Ignem Winthreth

Powers: Plant Manipulation, Pheromones, Sonic Scream

All right don't forget the three R's Read, Recommend (to a friend) and Review!

Thunder Tyrant 77 out, PEACE!


	3. Chapter 3

I UPDATED! HOORAY! I got so many people favoriting this too! I would write replies to new comment, but there isn't any so here is the disclaimer and chapter title.

Disclaimer: I own no marvel characters. I only own the OCs and extra plot.

Chapter 3: Banks Banks Banks! (Alt. title: Spider-School)

* * *

"So…?" Peter asked his ex after he explained everything for the past ten minutes, having to go into detail a bit more on some of the scientific parts and waiting for her to digest it all naturally. Mary-Jane just stared at him for a couple seconds before taking a sip of her Macchiato.

"Well…" the redhead started, setting down her drink on the side table, "Mind-Swapping? Ghost you? Honestly Peter, only you could have such horrible luck to have that happen to you, but I do believe that it's true."

"Yeah… Parker luck sucks sometimes, especially when you don't want it to." Peter nodded solemnly, agreeing with the female club owner. The Queens born scientist stood up and drank the last of his black coffee, "Well, thanks for listening and understanding. I just didn't want you to think I was Bipolar or something next time I saw you, but I gotta head to see Aunt May."

Mary-Jane nodded her head, understanding his want to see his pseudo-mother. When the door to the apartment opened she shouted quickly, "Tell Aunt May I said hi!"

Peter replied as the door was shutting, "Will do!"

Click!

The door fully shut and MJ had to wonder, was the thing that Otto said to her still true now? (A/N: Issue #2 of Superior Spider-Man)

[M][A][R][V][E][L]

After an hour long wait, Geo and Marshall saw their white 2014 Charger rental car drive up and both Saber Sword men got in without hesitation. The driver, an Alaskan Native with black hair that had green highlights and blue eyes, was shaking like a leaf on the drive back to rented apartment –since Saber Sword had too many members and not enough funds for a hotel for the entire stay. Upon arriving at the slightly old looking four story brick building and parked in a vacant spot in front of the building. The three men silently walked up to the fourth floor and entered the door to the floor-sized apartment.

"WE'RE BACK!" Geo announced loudly before strutting to the living room to the left and then dodging a flying computer mouse that was clearly aimed at his face.

"Oi, took ya long 'nough! 'It'll be a half-hour' my ass!" a curly strawberry-blonde haired, blue eyed Irish man shouted as Marshall tossed his mouse back to him.

"Oh calm down will you Keik? Our vice here forgot to pick them up before rush hour, so there no need to get angry." A man with one arm red and the other blue tried to calm the man known as Keik.

"Stow it Tucker!" Keik roared at the brown eyed and curly brown haired man named Tucker.

Geo sighed and looked at his the Alaskan Native, "Jack, go get the whiteboard please." Jack yawned, waved a lazy gesture –which the leader took as an 'okay' and sauntered off.

In the adjacent room a tanned dirty-blonde haired man, a pale white haired man and a tall black haired women laughed at the blonde Irishman's ire, which only caused it to grow.

"Nick, Jimmy, Anne. Keep up the good job!" Geo said as he smiled mischievously and gave a thumb up to the trio.

Keik looked blankly at his boss, "Oi. Geo." The Irishman started, his deadpan eyes boring into Geo's eccentric ones, "… You are seven types of asshole right now."

Instead of taking it badly, the creator of Saber Sword, Geo's, smile only grew, "I know."

After some more playful banter to pass time between the current room's occupants, Jack brought the whiteboard and set it up in the living room. All ten members of Saber Sword gathered up, only four of them sitting on the couch while the rest decided to remain standing.

Geo smiled at the assembled subordinates, sure it wasn't as big as the Avengers, but he was happy with his crew. The cloaked leader drew in a large breath, "Okay everyone, you know the drill! RRRRRRROLLLLLLLLCCCCCCAAAALLLLLLL!" the volume of his shout would probably get him a noise complaint, but the silliness of it caused his people to laugh a little. Hopefully they could get through a roll call without a fight this time.

"Jack Doir, Co-leader of Saber Sword and recon leader." Jack said as he gave a two-fingered salute from his lying form.

The white haired, ice blue eyed man went next, "Jimmy Jones, base support Leader –and only member since there're only ten members in Saber Sword!"

"Don't be so dramatic Jim-Jams," Tucker joked, then did roll call, "Tucker Scratch, Field Support Leader."

"Dante Williams, recon operative 03." The short standing, black haired, blue eyed man called out from the doorway.

"Nick Knowles, recon member 02." The green eyed, Mohawk-styled dirty-blonde haired Australian droned from his position on the couch.

"Marshall Cameron, defense leader and partner of Kiki here!" the suited Choctaw Indian declared with a booming laugh when Keik's face went red with anger.

"I told you to stop calling me that!" Keik seethed at Marshall before taking a breath to calm himself, "Yeah, Okay, my turn now right? Keik Shvahnzehk assault member 02 and partner of this rock-head." The blonde jabbed a thumb towards the dark skinned man next to him.

"Brandon Sidram, badass mage; that is all." The black haired man with one brown eye, the other having a magic seal for a pupil, simply stated as he leaned backwards onto the wall.

"…Ok…" Jack deadpanned, then looked at the only female in the room, "Your turn Winter."

"Gah! You- fu- stop calling me that!" the dark haired women raged, but she took a deep breath to calm down, "Anne Ignem Wintreth, defense member 02, also side note, STOP CALLING ME WINTER!"

"Yeah, okay Winter." Marshall dismissively said waving a hand side to side.

"Whatever you say Winter." Keik called from his browsing of the Internet.

"Winter." Brandon challenged with a smirk.

"What you really meant was 'Call me Winter more!' Right? Winter?" Jimmy mocked in a high-pitched voice, trying to imitate hers with his hand clasped together in an attempt to seem feminine.

"Pfffftttt…HAHAHHAHAHAHA!" Geo couldn't do any jokes since he was trying not to laugh to death.

Anne couldn't get the 'F' in 'FFFFFUUUUUUUUUU-' out before Geo stopped everyone.

"Ha, ha-ha… ha… Okay, jokes aside, I'm gonna debrief you guys on the situation," the next ten minutes were spent telling the eight occupants what Geo and Marshall discussed with Jonah, Marshall filling in what Geo didn't bother to remember of the conversation. Across the room a small Ding! Was heard from a laptop on the coffee table.

"Oh! That must be Jameson's secretary that said she would email us the job info." Quickly whipping it open and typing the password in, Geo checked his mail and skimmed the expected message at breakneck speeds. His eyes glistened and his smile grew monstrous in proportions.

"Our first mission from the Mayor!" Geo cheered as everyone looked at him for an explanation, "Okay guys here's what the email says essentially, since I don't want to really repeat this snooze fest of a mail. Apparently a prisoner on death roll named Alistair Smythe, A.K.A. Spider-Slayer, is slated for execution two days from now, and due to his numerous plots of escaping his demise –and his success rate with them- our first mission is to see through and make sure the execution goes as planned."

"Can't we just go in there and do the job now?" Nick questioned as he brandished a knife.

"The law –and Jameson- won't let that slide. I do however have a few assignments to give out to those that are not going to the Smythe mission." The cloaked leader closed and put down his laptop before continuing his monologue, "The people going to the execution are Marshall, Brandon and Tucker. Nick, Jack, I need you two to scope out Shadowland and learn what you can."

"Done and done." "Fine by me." Both assassins disappeared in a flash of light.

"Jimmy. I want you to find any info on Fisk, Shadowland and Smythe before the end of tomorrow. Hack S.H.I.E.L.D. or the Avengers if you need to!"

"Yes! Can I hack Stark while I'm at it?"

Geo smirked, "Go buck wild."

"Hell ya!" The albino ran towards his room.

"Dante and I will go to Horizon Labs and get our gear for Shadowland while the rest of you guys prepare for two days from now."

"You're going to use my money, aren't you?" Dante rhetorically asked his leader.

"Nope." Geo surprised the shorter man as he waved his check from J.J. in front of everyone, basking in the shock directed at him not asking for a loan. After a minuet the cloaked man shrugged and dragged the staff wielder out the room.

"…So anyone want a HP marathon or what?" Marshall asked as he pulled out the full set of Harry Potter movies from a drawer under the TV.

Anne shrugged, "Sure I'm game."

"Hmph." Tucker huffed as he furiously nodded his head.

Brandon grinned madly, "Oh god yes. I cannot wait to insult those wannabe spell casters."

Marshall sighed as he put in the first movie.

[M][A][R][V][E][L]

Laura was anxious when she finished packing for her stay in the Big Apple. She might get the answer she desired today. The female feral was honestly befuddled by the arachnid-powered hero's actions. Most, if not all, people assumed that since she was Wolverine's clone she could take care of herself and they were right. Laura Kinney doesn't need or want help, yet this annoying hero still protected her from the gunshot, something that would slow her for a couple seconds at best. It was maddening! Laura felt as though her pride as a warrior was depending on discovering why the wall-crawler helped her, but for some odd reason he also intrigued her. She knew he knew her abilities; that a single bullet wouldn't kill her. Thinking back she remembered Logan and Cable always had held Spider-Man in high regard. All the ex-weapon could see was a joking fool with superpowers; maybe she just needed to spend more time with Spider-Man to understand him like Logan and Cable do.

Nodding to herself at that conclusion, Laura grabbed her rucksack and walked out of her room. Walking down the hall, she passed Bobby Drake and Kitty Pride; she didn't even pay attention to their conversation, focusing only on the path in front of her. Exiting the front door of the school the female feral saw Logan on his bike waiting for her.

"Hey, you ready Laura?" Logan asked as she approached him. With a quick nod Laura hopped on the Motorcycle and waited for them to leave. Knowing what his clone/daughter was thinking the Headmaster started the engine and rode off toward New York City.

-ARFS-

Logan always wondered how Peter handled it all, the crime, his work, the teams he's on, staying sane through it all. Of course, sane is really a relative term when you are in the hero business. Nevertheless Logan knocked out another would be rapist as he pondered Peter's mental health. Turning, he saw Laura nearly gut the remaining member. Looking over the wound from afar the long time X-Men knew the bastard would live, but still…

'Wish she'd learn some restraint.' The Canadian mutant groaned in his head the four unconscious –two heavily bleeding- bodies littering the dark alleyway. The would-be victim went vamoose shortly after the two heroes arrived on scene, after that came a painfully fast one-sided brawl.

The two assassins exited the alleyway and mounted Logan's bike once more. So far, counting their recent scuffle that was three muggings and two rapes with no casualties that they had accomplished within the two hours since they arrived. Riding onward their enhanced senses heard rapid gunfire in the distance. A brief hint of excitement at what might be a challenge passed through the two similarly powered mutants as Logan punched the accelerator with a maniacal grin on his face.

Coming up to a bank surrounded by police cars the mutant Avenger parked and walked to the officer shouting orders to the others, waiting for the captain to notice his presence. After barking a couple more orders to get the other officers into strategic places the captain saw Logan and immediately recognized the Avenger member, but Wolverine still showed his I.D. Card just in case.

"What's the situation here?" the Canadian questioned as he craned his neck to the right with a resounding 'pop!'.

The Police captain tightened his gaze and reported to the two trained killers, "We have a standard hostage situation with members from one of the gangs around here, we have confirmed at least three enemies and twenty hostages, and six of them are children. I was hoping for some assistance from a Hero or two, but I expected Cage or Web-head."

"Yeah well bub, you got us instead."

"Yes. We will take care of this situation." Laura affirmed, standing behind Wolverine.

-ARFS-

A ninja trained mutant has no trouble infiltrating a simple bank, but the easiest entrance led to the boy's restroom and Laura felt somewhat sickened by the scents in the place. Both of the ferals' ears twitched hearing someone coming into the bathroom and they quickly hid. The next second a man, wearing a ski mask and carrying an AK-47, burst through the door and rushed to the urinal.

"Gotta pee! Gotta pee!" the robber muttered as he answered nature's call. After he finished his business the bank robber was met with something very familiar to most of the crook community.

An adamantium reinforced punch to the face.

Hastily donning the downed man's clothes, Wolverine walked out the restroom while roughly holding his clone/daughter as a 'Hostage'. Entering the main lobby of the bank they scanned the area while putting up a convincing struggle against each other.

"Agh! Let go of me!" Laura shouted as she tugged on Logan's grip, feigning to try and break it.

"Shut up, Bitch!" the 'Robber' said as he slapped his 'Hostage' hard. Inwardly Logan winced, okay, maybe he didn't have to hit her, but it made for a good show. She knew that… right?

The glare the girl gave him said different.

By the time the two were approached by the leader they had successfully surveyed the situation, six armed punks, about twelve civilians, eight children and four tellers. It's a pretty rough job for them if the two X-Men wanted the hostages unharmed, but not impossible for the trained duo.

"Where were you Ricky?" the leader said crossing his arms, inadvertently aiming at a small child and her mother with his magnum.

"Bathroom, I needed to take a leak." Wolverine briskly stated, trying to imitate the unconscious robber's, Ricky's, voice and luckily they couldn't detect any difference.

"And where'd ya find 'er Ricky boy?" the younger sounding robber questioned as he openly leered at the female ex-weapon's body, his slight accent peeking through.

"Cowering in a Janitor's closet." Logan growled as he and Laura both glared at the pervert with much disdain, but Laura more so.

"Well she's a beaut! Think boss'll let us keep 'er?" this guy was lucky Wolverine had to keep up the charade, or else there would be some snikting up in here and this robber would lose something very important. Forever. Nobody saw one robber, Billy-Bob Jack, get dragged upwards by a white, sticky substance.

Laura had about enough of this guy as she was 'forced' into a sitting position by 'Ricky', but before she could cut herself free and gut him she saw a shadowy figure take out another thug. Easily making the assumption of who it was, the female feral decided to keep up the farce a little longer. She also noticed Logan's nose twitch, meaning he smelt the newcomer as well, and the way the ski mask shifted indicated that he was smirking under it.

It wasn't until a third goon seized that the boss noticed something was up. "WHO'S THERE!?" the lead robber shouted to the rafters.

"Really? 'Who's there? Could you get more cliché?" the jovial voice bounced around the area, making it impossible to ascertain the location of the unknown person.

"He's got a point!" one of the hostages spoke up.

"Shut up Jerry!" the man's wife shouted at him.

"What? It's true."

"We are at gunpoint here!"

"Meh, it's a Tuesday."

The bank robber boss didn't even pay attention to the squabble as he shouted once more, "Show yourself punk!"

"My God… you actually did it! You got more cliché! That's hilarious! Haha." Movement could be heard from above and the boss shot a couple times with his rifle in the general area, but the laughter continued, showing that he missed his target. The hostages seemed unaffected by the gunfire; if you have almost monthly Armageddons a little machinegun fire is nothing to flinch at. New Yorkers were tough like that.

"You know you should be afraid mister cliché bad boss." The voiced called out ominously. The remaining two lackeys, minus the disguised Wolverine, shivered in fear.

"I ain't afraid of you, whoever you are!" The boss bellowed once more.

"My god! Mandy you can't tell me he isn't more cliché then a Michel Bay film?" Jerry the hostage voiced his opinion once more

"I can agree with that Jerry, he's as cliché as they get." His wife agreed with him, angering a panicking tourist that was also hostage.

"Both of you. Shut up! I don't wanna die!"

""…"" Both husband and wife looked at the squirming man as his head whipped to look at the robbers to see if they heard the couple. 'Pansy Tourists' the married duo thought in accordance as the stared at the man. The three civilians were still ignored.

"Well generic bad guys 1-3, I should let you know something. I'm not the person you should be afraid of…" the jovial echoing voice commented with no small amount of amusement.

Taking the line as a signal Laura and Logan pounced on their enemies. Laura instantly jumped up and kicked the pervert robber in his manhood and uppercut him as he bent over in pain, knocking him out cold. At the same time Logan brought out his claws and stabbed, non-vitally, the other lackey and grabbed his AK-47 and aimed it at the idiotic robber.

"I-I surrender!" the man squeaked as he tossed his gun down. A giant gossamer came from above and pinned the boss to the floor, allowing a small child to run up and kick the robber in the crotch.

"Ha! That's what you get for doing crime in the most superhero-infested city around, ya f-!" Jerry received a small amount of gossamer to the face, preventing him from ranting further. Spider-Man descended and put a finger up in silence as the cops came and arrested the raiders.

-ARFS-

Spider-Man waved the cops goodbye as they took the robbers downtown. The red and blue colored hero turned to the patiently waiting feral mutants.

"So… what are you guys doing here in New York?" the wallcrawler questioned as he subtly watched the civilians being checked out by the paramedics in the background.

"Well, actually," Peter shifted his eyes, though his lenses concealed that he ever looked away, to the speaking Wolverine, "We came here to see you –to check up on you." Logan explained as he pulled out a cigar.

"I just wanted to finish our earlier conversation." Laura stated, revealing her reasons to Logan, not that she cared all too much anyway.

"Aw, you came to check on little ole' me, I'm so happy!" Spidey quipped, actually glad that his longtime friend cared enough to temporarily drop his uncaring appearance and came to check up on him. Laura's words soon sank in and he turned to address her as well, "That's right. We never did finish our talk, sorry."

"It is fine. We can finish it now." Laura calmly communicated to the webslinger. Logan decided that this was not his business and tuned out the conversation while walking away. The Canadian knew it wasn't in his best interest to listen in to his clone/daughter's talk with Spidey.

"Well, what did you want to know? I kinda forgot a bit, I remembered getting shot and that's about it –oh, and punching some Purifiers here and there." Peter rambled, feeling somewhat uncomfortable with how Laura was intently staring at him. When a pretty girl stared at him like that he usually pissed them off and he didn't want someone with Laura's skill set mad at him.

The ex-weapon stared confused at the wallcrawler, perplexed by his ramblings. So Laura decided to just answer his blabbering, "We were talking about why you took the bullet for me."

"Oh." Was Spider-Man's simple response at first, he then gathered his wits and continued in a somewhat embarrassed tone, "Well I guess it was instincts, I always protect my friends and those close to me. I know that you have a healing factor that may even be better then Logan's, but I don't like seeing people I know and care for –and even those I don't, get shot. Not again…"

'Again?' Laura easily picked up the whispered last words and wondered what they meant. The change in atmosphere was palpable. Spider-Man was about to joke and try to lighten the mood, but his phone started ringing suddenly.

*Ringtone: Bridges by Courage By Love*

"Hello, MJ?" Peter answered, walking away from Laura in an attempt to have privacy. Said female feral stared at him and was unable to listen to the other caller, the volume too low for her hearing to pick up at this distance. She saw him listen to whatever the other person said before he screamed "What!" and started swinging off at high speeds.

'We never finished the conversation' the ex-weapon thought with a slight pout.

Logan came up and saw her downtrodden expression, "Ya know, I got an apartment 'round here. I don't think the X-Men will need you for a while."

"What?" Laura looked at the hundred plus year old man with something akin to astonishment and excitement fused together.

"Did I stutter kid?" Laura swung her head to and fro; "You go finish your talk with him. I send you the apartments address later. Now I got to go teach those monster students of mine."

The ex-weapon smiled and ran in the direction of Spider-Man, easily following his scent. Wolverine got on his bike and sighed. He has to call the apartment owner; hopefully he still has the room.

[M][A][R][V][E][L]

Across town two gangs, the White Dragons and the Owls were locked in a heated battle over territory.

Leland Owlsley stood, watching as his gang was torn apart along with the White Dragon leader, the White Dragon copycat, both frozen in place from fear. For in front of them was one of, not the most, dastardly villains on Spider-Man's rouge gallery, standing above a pile on thoroughly beaten gangers was the Green Goblin.

"Hello Owlsley, long time no see." The Green maniac greeted with an evil, ear-to-ear smile.

"O-oh my…" The Owl muttered in fear, if he could sweat right now he'd be filling barrels at this point.

"Who are you?! Some Copycat? Osborn is dead; now face the wrath of the W-" Crack! The new White Dragon had his nose broken by the accurately aimed fist to the face

"Who talks like that? This isn't some cheap Shakespeare play." The colorful man stated as he wiped the blood off his knuckles, "Honestly, the original was soooo~ much better then you."

"Garhphm!" White Dragon muffled a scream as he held his face in agony.

"What do you want Osborn? I'm assuming that's you since your followers never dress like you after all." Owlsley questioned without stuttering, an accomplishment with the fear he had inside him at the moment.

"Well of course it's me, and as for what I want Owl. It's obvious, an army, a pantheon, a family… Take your pick. I want to build a force capable of taking down Spider-Man and his associates." The megalomaniac villain states as his 'family' comes to his sides. Thugs and bikers flank the Goblin's right and left sides, all of them have the same green and purple tattoo somewhere on their person.

"What if I told you, that if you joined me, the city could be yours?" the high level criminal question, holding his hand out as a gesture for acceptance.

Leland knew from experience that the offer was a 'join me or die' type of proposal and knew that his chances at survival were better under the man who beat down the Avengers with his own similarly powered Dark Avengers. The mutate watched his rival's gang walk over until ninety percent of the White Dragons were now Goblins. His Gang looked at him uncertainly, loyal enough not to leave. Waiting for his decision on this matter, willing to follow him either way.

Walking up to the Green Goblin as calmly as possible the Owl grasped his hand firmly, "I will join you, but as an outside help. Call the Owls if you need any assistance, Goblin."

Goblin smiled, "Good choice old friend."

[M][A][R][V][E][L]

Laura bounded over the rooftops in the afternoon light, sprinting from one side of the building to the other before leaping to the next. Her lithe figure acrobatically moving from building to building at a rapid pace. She had her target in sight and she wasn't about to lose him, she was trained better than that. The X-Force member thought back to what the facility taught her about trust and compassion.

(FLASHBACK)

"Gah!" X-23 grunted as she was tossed across the floor. She wiped her eyes of their tears and glared at her tormentor.

"Ah... what's wrong X? Did something go wrong with your sensei?" X-23's oppressor, Kimura. The assassin roared as she charged with her talons unsheathed, but before they could even scratch the dark skinned woman, Kimura caught Laura's wrists and high kicked the younger girl in the jaw, sending her back to the ground.

"YOU MADE ME KILL MY SENSEI!" The trained weapon screamed as her tears flowed openly slashing angrily, but doing no damage against the woman's impervious skin. X-23 was quickly sent back to the ground with a hard uppercut.

"You did this to yourself X, you got too close to that old goat and now you are compromised. So, I take it upon myself to, uh, 'whip' you into shape." Kimura taunted the young girl as she cracked her knuckles menacingly.

Punch.

"This world is only corrupt!"

Kick.

"No one cares about a useless clone like you!"

PunchPunchPunch.

"Feelings like compassion and trust and love are useless to an assassin! They have no power on the battlefield! You, X, deserve this for even considering anything like friendship exists!"

Uppercut.

"There is no such thing as selflessness, or honor, or even good! Everyone has a hidden agenda, X. There is never a person that does something without wanting something in return! Nobody like that exists! Got that!"

X-23 coughed up a light amount of blood and chocked back a sob while tears leaked from her eyes for her dead sensei. The weapon cried when her dark skinned handler grabbed her by her hair and dragged the scared young girl from the ground, Kimura smiled at the absolute fear in X-23's eyes.

"We're not done yet, X." Kimura whispered as she kneed X-23 in the face.

The beating lasted into the early morning.

(FLASHBACK END)

Whipping her head side to side to dismiss the horrid memory, Laura's saw that Spider-Man landed in an alleyway. She quickly directed herself to the adjacent structure and peered over to look, curious as to the wall-crawler's identity… only to receive a nice amount of webbing to the face.

"Gah!"

The female X-Force member let out a surprised shout as the webbing suddenly blinded her. Caught off guard by the sudden shot, all she could do was seethe as she tried to clear her vision.

Soon a very irritated Spider-Man hopped onto the ledge, to see who he had hit, "Alright whoever you a- Laura!?"

"Mmmph! Grrr!" the ex-assassin roared unintelligently through the webbing, slightly scaring the veteran hero.

"Oh, right! Hold still." Laura quickly ceased her thrashing immediately; Peter quickly reached to his belt and pulled off the web dissolver, spraying lightly to keep it out of her eyes. When the webbing became lose enough Laura ripped it off in one pull, not caring for the brisk burn on her features thereafter and glared the man called the heart of New York. this... fool acted the opposite of everything the facility taught her about the world. he had no hidden agenda with her, at least, in their last conversation that he never mentioned anything that directly or indirectly said 'you owe me'. it boggled her, it really did, but something else bothered her far more at the moment.

"How did you know I was there?" The ex-assassin interrogated, her eyes narrowing at him more when she felt the slightest morsel of disappointment at not knowing the most sought after hero identity in the world.

"I have a little thing called spidey-sense. It warns little 'ole me of any peeping toms." Spider-Man quipped while lightly smiling under his mask at the girl's expression morphing into shock at the statement, "But you probably aren't here to see my amazing muscles, are you? Why are you here Laura?"

"I am here to observe you." Laura declared as she folded her arms, her gaze never leaving the arachnid's lenses.

"ARE YOU STALKING ME?!" Spider-Man shouted, comically thrusting a finger at her.

"No. I said I am here to observe you, not stalk you."

"Oh my god, you are stalking me! Is it the way I smell, because that's probably the Axe."

"You are not wearing Axe, I smell… Dove?"

"…You are totally stalking me."

Laura rolled her eyes and resisted the urge to gut this annoying man, "I'm not stalking you! Logan said that I could learn something from you, and until I learn that something from you I will observe how you work. All I have seen so far is an idiot that can sense people watching him, that's all I've ever seen with you!"

Peter inwardly winced at the verbal shots the girl fired at him, but he was also surprised at Wolverine's surprisingly high regards of him. "Well then!" the jovial hero began, puffing out his chest to show the words didn't hurt him, "Let's change that opinion of yours then! Welcome to the Amazing Spider-Man's Hero education! Our school motto you ask? 'With great power must come great responsibility'!"

Laura could only reply with a simple, "What?"

"Well since you want to 'Observe' *cough* stalk *cough* me then I might as well train you to be a hero, or heroine in this case." Spidey explained himself as Laura thought about it, it was a good idea, learn from the man said, by Cable, to be the greatest hero of all time, it was a chance that even she couldn't pass up.

"Fine." She stoically agreed to his proposal.

"Great! Then meet me at Avenger's Tower tomorrow at 1:30. Now I gotta go, important business. See you later Wolverette!"

Spider-Man swung off and Laura didn't follow him this time, instead she checked her phone to see that Wolverine did in fact send her an apartment address. Heading towards the fire escape the female feral pulled up her smartphone's map application and typed in the apartment complex's address, slightly growling at his nickname when it actually registered in her head.

[M][A][R][V][E][L]

May Parker-Jameson checked her watch for the third time in the past half-hour. 7:30pm. The old woman wondered where her nephew, Peter Parker was at the moment. He had called earlier and said to expect him at dinner and while May knew Peter had a tendency to be a bit late, she still worried though. Heroes couldn't watch everyone and protect them at the same time, no matter the effort.

She saw it too, the change in his attitude, but May couldn't understand what to do to help Peter. She sighed as she pulled the turkey from the oven. Her first thought when her pseudo son changed was to get help, but what could she say? 'Help my nephew, he's not acting like his cheerful self,' people would look at her like she was crazy and walk away. Today was different though. When Peter had called, a rarity in the past few months, but she was overly ecstatic when she heard him talk like his old self! 'So far his lateness was back to normal' May mused to herself as she slid a pie into the oven.

*Ding Dong**Ding Dong*

Hearing the doorbell go off, May quickly answered it. Opening the door to reveal an embarrassed Peter scratching the back of his head while holding a grocery bag of milk and bread. May smiled at the sight and quickly brought him into a hug, to which he returned in earnest. Somehow she knew, this was her real nephew; and whatever had happened to him was over now.

"Hello dear, how have you been." The aged women spoke softly as she released him from her hug.

"Sorry I'm late. Had to finish something at Horizon." Peter quickly let the excuse pass his through his lips before he knew it. It hadn't even been a day since he got his body back and he was already lying to his Aunt! That's just not right… but he does it so he can protect what family he has left.

Walking into the home Peter took off his coat and hung it up. Proceeding into the dining room the biochemist saw his ex-boss/cousin-in-law and his uncle-in-law in a conversation with each other.

"He'll finally get what's coming to him!" the younger Jameson man bellowed, tweaking the interest of the scientist's inner vigilante.

"What are you two Gentlemen talking about?" Peter asked the two as he sat across them at the table, inwardly hoping to be included in the conversation.

"Alistar Smythe execution is tomorrow and Junior is much more excited than a Mayor should be to see someone die." John Jonah Jameson Senior explained to his nephew-in-law. Peter blinked Alistar was on death row? Knowing the Spider-Slayer like he does, Spider-Man might have to make an appearance to make sure Smythe doesn't get away.

"So what if I am! He deserves it! And with the people I hired there is no way that Smyth can wiggle out of death's grasp this time!" Jameson Jr. added with a victorious grin.

""What?"" Jameson Sr. and Peter asked in sync, but the Queens born man was faster on the follow up, "Who did you hire? I thought Heroes for Hire was disbanded?"

The Mayor of New York waved his hand dismissively to his scientist cousin, "You probably never heard of them, they're from Alaska. I still don't get the name though, Saber Sword, it's crummy sounding and definitely not newsworthy. Either way they seem strong enough so I set aside the money needed to hire them for special jobs. I think they said they might move here with the money the make. To think I almost called up that wall-crawling menace for help!"

"Oh? Spider-Man is back to being a menace Mr. Mayor?" May questioned as she brought the turkey to the table.

"I can sense it! He has gone back to his menacing ways I tell you!" Peter almost cracked at the apparent 'Spider-Man-sense' that Jonah Jr. had for his alter ego, but he restrained his laughs.

"Yes, Yes. Let's eat." Aunt May said as she placed the last dish onto the table. Peter smiled as he saw some of his favorite dishes and that hastily scoped the food onto his plate. The three others at the table watched as the youngest one of them all shove food down his throat like he hasn't eaten in forever and a half.

"Peter the food isn't going anywhere." Jameson Sr. laughed at the scientist. Said scientist looked up and swallowed his food before giving a sheepish grin.

"Sorry. Feels like I haven't eaten in months." Well, it wasn't a lie. His body may have eaten, but his brain hasn't remembered eating in months.

"Peter! Mind your table manners!" Aunt May scolded her nephew, which he smiled apologetically.

"Sorry Aunt May."

The dinner went smoothly after that, with the here and there doting Peter gave to his aunt. The Queens born scientist was with his Aunt at the front door, putting on his jacket. Jameson Sr. and Jr. were having a heated discussion in the kitchen.

"Thanks for having me over Aunt May, it was great seeing you." Peter said as he finished putting the jacket on and gave his aunt the umpteenth hug of the evening, to once again confirm he returned to reality.

May returned the hug warmly, "Of course we would have you over Peter, it was no trouble at all. And it was great seeing you too." The two stopped hugging.

"I'll be sure to call you tomorrow." Peter told Aunt May as he began slipping on his shoes.

"Oh alright, I guess that's okay." May feigned reluctance, to which they both had a short laugh at. The elderly woman smiled wider at her pseudo son, "It's great to have you back Peter."

"Well, it's great to be back, Aunt May." The scientist leaned over and kissed the woman on the cheek, "See you later." Peter left for his apartment.

Extra Web 2: Spider-Man-Sense

J. Jonah Jameson Junior sat at his desk, it was early into the morning and he was signing paperwork while waiting for his out of town guests.

SUDDENLY THERE WAS A DISDERBENCE IN THE CITY!

Jonah's head immediately perked up, "Spider-Man… HE IS A MENACE AGAINNNN!"

Extra Web end.

* * *

Please R&amp;R! Not much else to say, other then just rants about my life that you don't want to hear about. So you all have a great day.

Thunder Tyrant out, PEACE!

PS: Sorry about the earlier update, I have no idea how that happened.


	4. UPDATE

Sorry for the delay. I have been rushing back and forth for my senior year and working. I will try to make this done before christmas, but no promises. I have the plot written all the way to the end of Superior Spider-Man, all i need to do is write it. if you all want me to continue the story after the Superior arc tell me and i posted a poll for if this story will become a harem or not.


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